Sydney finds herself face-to-face with her mother, whose intentions for her daughter are made chillingly clear. Meanwhile Sydney continues her search for Vaughn, not knowing if he is dead or alive after being swept away by a wall of water in Taipei; Will’s life is forever changed when he learns the truth about SD-6 and Sydney’s life as a double agent; Dixon must decide whether or not to inform Sloane of Sydney’s suspicious activities; the fate of Sloane’s wife, Emily, is revealed; and Francie becomes closer to her dream of opening up a restaurant.

Sydney must decide whether her mother’s goodwill gesture was sincere or an attempt to get her daughter killed. Meanwhile, Sloane’s retrieval of a blackmail disk gives SD-6 the upper hand in discovering Sydney’s mother’s secrets; Will witnesses Francie discussing her restaurant plans with a man whose affiliations are questionable; and Sloane is made a full partner in the malevolent Alliance of Twelve.

Sydney must outwit her enemy, Sark, in order to find a crucial piece of intel. Meanwhile, Jack faces Sydney’s mother for the first time in almost 20 years, Will finally meets Vaughn and Sloane is haunted by his wife’s death.

Sydney’s dealings with her mother lead Jack to take drastic measures to ensure his daughter’s safety. Meanwhile Will is confronted by a mysterious woman about resurrecting his story on SD-6, and Dixon’s revelation about the origins of a suspicious phone call proves very unsettling to Sloane.

Sydney discovers a terrifying secret when she’s sent on a case to track down a new generation of weapons. Meanwhile, Vaughn suspects Jack of setting up Sydney’s mother to take a fall, Sloane tells Jack the truth about Emily’s death, and Will lends a hand to Francie during the grand opening of her restaurant.

Jack makes a great sacrifice when Sydney’s trust in her father begins to fade. Meanwhile, Sydney and Vaughn may have been exposed to a deadly virus while in Taipei; Sloane – still haunted by Emily’s death – begins to unravel; and Vaughn enlists Will to help research a case.

Sydney races to find a cure for Vaughn, whose life hangs in the balance due to his watery encounter in Taipei. But in order to find the antidote, Sydney must make a deal with Sark that could endanger Sloane’s life. Meanwhile, Will continues his research for Vaughn and discovers some disturbing inconsistencies involving 20-year-old standardized IQ tests.

Sydney, Jack and Irina must put aside their differences and go undercover as a loving family in order to seize six nuclear warheads from an unfriendly nation. Meanwhile, Sloane announces to a suspicious staff that Mr. Sark will be working with SD-6; Vaughn may be forced to fire Will from his CIA research assignment; and Sloane is contacted by an unknown group claiming that Emily is still alive.

While continuing on a mission to take control of six nuclear warheads, Sydney and Jack discover where Irina’s loyalties lie when she meets up with Gerard Cuvee (Derek de Lint). Meanwhile, Sloane informs the Alliance that Emily may still be alive.

Jack meets Alliance counterintelligence head Ariana Kane (Faye Dunaway - Oscar, Emmy, and Golden Globe Award-winning actress), who is sent in to investigate the events surrounding the disappearance of Emily and to discover who is trying to blackmail Sloane. Meanwhile, an extremely nervous Marshall is sent on his first mission, with Sydney as his partner; Vaughn schedules Will to take a CIA psych test; and Francie gets suspicious over Sydney and Will’s secretive behavior.

After completing his first mission with Sydney, Marshall’s life is placed in mortal danger. Meanwhile, Alliance counterintelligence head Ariana Kane (Faye Dunaway, “Chinatown,” “Network,” “Bonnie and Clyde”) suspects Jack as being the prime suspect in the disappearance of Sloane’s wife, Emily; Vaughn learns the truth about Jack’s involvement in the murder of CIA agent Haladki; Sydney confides in Francie about her feelings for a fellow co-worker; and Vaughn gives Will the results of his CIA psych test.

While Alliance counterintelligence head Ariana Kane (Faye Dunaway, “Chinatown,” “Network,” “Bonnie and Clyde”) tracks Sydney in order to catch her fugitive father, Jack elicits Irina’s help in finding Sloane’s blackmailer. Meanwhile, Sydney and Vaughn risk exposing their covers to SD-6 when they share a romantic dinner together while on a case in France.

Sydney and Jack are confronted by the new director of SD-6 (Rutger Hauer, “Blade Runner,” “Nighthawks”) who replaces a missing Sloane, whose whereabouts -- and intentions -- are unknown. Meanwhile, romantic sparks begin to fly between Francie and Will.

Sydney, Vaughn and Jack must determine whether CIA agent Lennox (Ethan Hawke, “Training Day,” “Gattaca,” “Dead Poets Society”) is who he says he is after his deep cover mission is compromised.

Sydney must make a life-defining decision regarding her future with the agency, while Sloane re-emerges and continues his obsessive quest to piece together the mysterious Rambaldi artifacts – with the reluctant aid of a kidnapped scientist (Christian Slater, “Broken Arrow,” “True Romance”). Meanwhile, Dixon’s marriage is put to the test after he tells his wife the truth about his occupation, and Sydney’s graduate school graduation is bittersweet.

A mysterious Rambaldi device’s powers are finally revealed -- and a renegade Sloane has its secrets. Meanwhile, Vaughn begs an uncooperative Dixon to aid the CIA in rescuing Sydney, Will is called upon to participate in a crucial CIA briefing session, and Sydney senses that Francie is keeping secrets.

Sydney begins to question where Vaughn’s allegiances lie when she learns through CIA Agent Yeager (Richard Lewis, “Anything But Love”) that he is under investigation by the Agency. Meanwhile Irina and a crucial Rambaldi manuscript are used as bait to try to catch Sloane, and Sydney welcomes Dixon to the CIA.

Sydney faces off with her mother, while Emily Sloane (Amy Irving) must decide whether to side with her husband or betray him.

Sydney defies her father in her attempt to rescue a kidnapped scientist (Christian Slater, “Broken Arrow,” “True Romance”), while Sloane, seeking revenge, becomes more dangerous than ever. Meanwhile, Francie manipulates an unsuspecting Will for his agency connections.

A Rambaldi artifact prophesizes that an apocalyptic event will soon take place, and Dixon’s grief leads Vaughn and agency psychologist Dr. Barnett (Patricia Wettig, “thirtysomething”) to question his intentions, as his thirst for revenge on Sloane intensifies. Meanwhile Sloane receives a life-changing revelation from a mysterious monk in Nepal (David Carradine, “Kung Fu,” upcoming “Kill Bill”), Sydney and Dixon hunt for the killer who stole the heart from his victim, and Marshall falls for a new co-worker (Amanda Foreman, “Felicity”).

Sydney begins to question Will’s identity when he’s arrested for espionage, under suspicion of being a double. Meanwhile Sark and Irina plot to recover the Rambaldi heart, and Sloane makes Jack a business proposal.

Sydney finally confronts her mother, who reveals her true motivation. Sloane, for his part, begins to execute his new grand plan, Will struggles to figure out who’s behind his set-up, and Marshall finds love.

Will becomes a wanted man after Francie frames him for CIA treason; Sloane makes Jack a business offer; and Irina lures Syd into a meeting that could prove fatal for some.